HomeMy WebLinkAboutHRA Resolution No. 2005-02 Selling Bonds Series 2005 HRA RESOLUTION NO. 2005-02
CERTIFICATION OF MINUTES RELATING TO
PUBLIC PROJECT REVENUE BONDS
(CITY OF EDINA ANNUAL APPROPRIATION LEASE OBLIGATIONS)
SERIES 2005
Issuer: Edina Housing and Redevelopment Authority
Governing Body: Board of Commissioners
Kind, date,time and place of meeting: A regular meeting held on August 16, 2005, at 7:00
o'clock p.m., at the City Hall, Edina, Minnesota.
Members present: James Hovland, Scot A. Housh, Linda Masica and Ann Swenson
Members absent: Alice Hulbert
Documents Attached:
Minutes of said meeting(including):
RESOLUTION RELATING TO PUBLIC PROJECT REVENUE
BONDS, SERIES 2005 (CITY OF EDINA ANNUAL
APPROPRIATION LEASE OBLIGATIONS); AUTHORIZING
THE ISSUANCE, AWARDING SALE, PRESCRIBING THE
FORM AND DETAILS AND PROVIDING FOR THE
PAYMENT THEREOF
I, the undersigned, being the duly qualified and acting recording officer of the public
corporation issuing the Bonds referred to in the title of this certificate, certify that the documents
attached hereto, as described above, have been carefully compared with the original records of
said corporation in my legal custody, from which they have been transcribed; that said
documents are a correct and complete transcript of the minutes of a meeting of the governing
body of said corporation, and correct and complete copies of all resolutions and other actions
taken and of all documents approved by the governing body at said meeting, so far as they relate
to said Bonds; and that said meeting was duly held by the governing body at the time and place
and was attended throughout by the members indicated above, pursuant to call and notice of such
meeting given as required by law.
WITNESS my hand officially as such recording officer on August 110 ,: 005.
Secretary
•
HRA RESOLUTION NO. 2005-02
•
Commissioner Housh introduced the following resolution and moved its adoption,which
motion was seconded by Commissioner Swenson:
RESOLUTION RELATING TO PUBLIC PROJECT REVENUE
BONDS, SERIES 2005 (CITY OF EDINA ANNUAL
APPROPRIATION LEASE OBLIGATIONS); AUTHORIZING
THE ISSUANCE, AWARDING SALE, PRESCRIBING THE
FORM AND DETAILS AND PROVIDING FOR THE
PAYMENT THEREOF
BE IT RESOLVED by the Board of Commissioners of the Edina Housing and
Redevelopment Authority(the "Authority"), as follows:
Section 1. AUTHORIZATION AND SALE.
1.01. Authorization. The City of Edina, Minnesota(the "City") desires to provide
adequate City Hall and public safety facilities and has determined that the most efficient way to
do so is to lease-purchase the facilities pursuant to the authority granted by Minnesota Statutes,
Section 471.65. Acting pursuant to the provisions of Minnesota Statutes, Section 469.012,
subdivision 1(7), the Authority would have the power to acquire real property,by lease or
otherwise, and construct the proposed facilities for lease to the City. Pursuant to Minnesota
• Statutes, Section 469.033, and Chapter 475, the Authority would further have the power to issue
revenue bonds to provide the funds necessary for the acquisition, construction, remodeling,
renovation and furnishing of the facilities. Pursuant to the foregoing authority, the Authority
proposes to undertake the acquisition, construction and furnishing of two gymnasiums as more
fully described in the plans and specifications therefor(herein the "Facilities") and to finance the
cost thereof by the issuance of its revenue bonds (the `Bonds")under this Resolution and a Trust
Indenture, to be dated as of August 1, 2005 (the "Indenture"),between the City and U.S. Bank
National Association, in St. Paul, Minnesota, as trustee (the"Trustee"). The Facilities will be
located on land ground leased by Independent School District No. 273 (Edina)to the Authority
pursuant to a Ground Lease, to be dated as of August 1, 2005 (the"Ground Lease"). The
Authority proposes to lease the Facilities to the City pursuant to a Lease Agreement, to be dated
as of August 1, 2005 (the "Lease"),between the Authority, as lessor, and the City, as lessee. All
bonds issued under this Resolution and the Indenture will be secured solely by rental payments
to be made by the City pursuant to the Lease, and funds held by the Trustee under the Indenture,
and said bonds and the interest on said bonds shall be payable solely from the revenue pledged
therefor under the Indenture and no such bonds shall constitute a debt of the Authority or the
City within the meaning of any constitutional or statutory limitation nor shall constitute nor give
rise to a pecuniary liability of the Authority or City or a charge against their general credit or
taxing powers and shall not constitute a charge, lien, or encumbrance, legal or equitable, upon
any property of the Authority or City, other than the revenues pledged to the payment of the
bonds under the Indenture.
Under the Lease, and subject to the right of termination by the City at the end of each
ifiscal year of the City as provided in the Lease,the City is to pay to the Authority sufficient
money each year to pay the principal of,premium, if any, and interest on the Bonds issued under
this Resolution and the Indenture, and the City is to provide the cost of maintaining the Facilities
in good repair, the cost of keeping the Facilities properly insured, and any payments required for
taxes and any expenses incurred by the Authority in connection with the Facilities.
1.02. Sale of Bonds. Pursuant to the provisions of Minnesota Statutes, Section 475.60,
subdivision 2(9), the public sale requirements do not apply to the sale of the Bonds since the
Authority has retained Ehlers &Associates, Inc. as independent financial advisors. The Board
has received an offer from Piper Jaffra&Co. in Minneapolis.Minnesota, and associates (the
Purchaser), to purchase the Bonds at a price of$5,403,189.15 plus accrued interest on all Bonds
to the day of delivery and payment, on the further terms and conditions hereinafter set forth and
set forth in the Indenture. The offer is hereby accepted, and the Chair and the Secretary are
hereby authorized and directed to execute a contract on the part of the Authority for the sale of
the Bonds with the Purchaser.
Section 2. BOND TERMS; REGISTRATION; EXECUTION AND DELIVERY.
2.01. Issuance of Bonds. For the purpose of paying the costs of the acquisition,
construction and furnishing of the Facilities, this Board hereby authorizes the issuance of the
Bonds in the aggregate principal amount of$5,425,000. All acts, conditions and things which
are required by the Constitution and laws of the State of Minnesota to be done, to exist, to
• happen and to be performed precedent to and in the valid issuance of the Bonds having been
done, existing, having happened and having been performed, it is now necessary for this Board
to establish the form and terms of the Bonds, to provide security therefor and to issue the Bonds
forthwith.
2.02. Terms of the Bonds. The Bonds shall be designated"Public Project Revenue
Bonds, Series 2005 (City of Edina Annual Appropriation Lease Obligations"). The terms of the
Bonds, including without limitation, the date of original issue, interest payment dates, maturity
dates and principal amounts, interest rates, redemption provisions, and provisions for registration
and exchange shall be as set forth in Articles II and III of the Indenture which are incorporated
herein by reference.
2.03. Execution, Authentication and Delivery. The Bonds shall be executed by the
Authority, and authenticated and delivered by the Trustee, in accordance with the applicable
provisions of Article II of the Indenture which are incorporated herein by reference.
2.04. Form of Bonds. The Bonds shall be printed in substantially the form set forth in
Section 2.01 of the Indenture.
SECTION 3. APPROVAL OF GROUND LEASE; LEASE AGREEMENT;
INDENTURE. The form of the Ground Lease, and the form of the Lease Agreement and the
Indenture, are hereby approved. The Chair and Secretary are hereby authorized and directed to
execute and deliver said documents in the name and on behalf of the Authority with such
variations, omissions and insertions as the Chair and Secretary shall approve, which approval
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shall be conclusively presumed by the execution and delivery of said documents by the Chair
and Secretary.
SECTION 4. REGISTRATION OF BONDS. The Secretary is hereby authorized and
directed to file a certified copy of this resolution with the County Auditor of Hennepin County,
together with such additional information as required, and to obtain from the County Auditor a
certificate that the Bonds have been duly entered upon the County Auditor's bond register.
SECTION 5. AUTHENTICATION OF TRANSCRIPT. The officers of the Authority
are hereby authorized and directed to prepare and furnish to the Purchaser, and to Dorsey&
Whitney LLP, the attorneys rendering an opinion as to the legality thereof, certified copies of all
proceedings and records relating to the Bonds and such other affidavits, certificates and
information as may be required to show the facts relating to the legality and marketability of the
Bonds, as the same appear from the books and records in their custody and control or as
otherwise known to them, and all such certified copies, affidavits and certificates, including any
heretofore furnished, shall be deemed representations of the Authority as to the correctness of all
statements contained therein.
SECTION 6. OFFICIAL STATEMENT. An Official Statement relating to the Bonds,
prepared and delivered on behalf of the Authority by Ehlers &Associates, Inc., has been
received and is hereby approved. Ehlers &Associates, Inc. is hereby authorized on behalf of the
• Authority to prepare and distribute to the Purchaser a supplement to the Official Statement listing
the offering price, the interest rates, selling compensation, delivery date, the underwriters and
such other information relating to the Bonds required to be included in the Official Statement by
Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Act of
1934. Within seven business days from the date hereof, the Authority shall deliver to the
Purchaser sufficient copies of the Official Statement and such supplement. The officers of the
Authority are hereby authorized and directed to execute such certificates as may be appropriate
concerning the accuracy, completeness and sufficiency thereof.
Section 7. TAX MATTERS.
7.01. General Tax Covenant. The Authority agrees with the Holders from time to time
of the Bonds that it will not take, or permit to be taken by any of its officers, employees or
agents, any action that would cause interest on the Bonds to become includable in gross income
of the recipient under the Internal Revenue Code of 1986, as amended (the"Code") and
applicable Treasury Regulations (the"Regulations"), and agrees to take any and all actions
within its powers to ensure that the interest on the Bonds will not become includable in gross
income of the recipient under the Code and the Regulations. All proceeds of the Bonds
deposited in the Construction Fund established pursuant to the Indenture will be expended solely
for the payment of the costs of acquisition, remodeling, renovation and furnishing of the
Facilities as set forth in the Indenture. So long as any Bonds are outstanding, the Authority shall
not enter into any contract for the sale of all or a portion of the Facilities or enter into any lease,
management contract, use agreement or other agreement with any non-governmental person
relating to the use of all or a portion of the Facilities or security for the payment of the Bonds
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which might cause the Bonds to be considered"private activity bonds"or"private loan bonds"
pursuant to Section 141 of the Code.
7.02. Certification. The Chair and Secretary,being the officers of the Authority charged
with the responsibility for issuing the Bonds pursuant to this Resolution, are authorized and
directed to execute and deliver to the Purchaser a certificate in accordance with Section 148 of
the Code, and applicable Regulations, stating the facts, estimates and circumstances in existence
on the date of issue and delivery of the Bonds which make it reasonable to expect that the
proceeds of the Bonds will not be used in a manner that would cause the Bonds to be"arbitrage
bonds"within the meaning of the Code and Regulations.
7.03. Arbitrage Rebate. The Authority acknowledges that the Bonds are subject to the
rebate requirements of Section 148(f)of the Code. The Authority covenants and agrees to retain
such records,make such determinations, file such reports and documents and pay such amounts
at such times as are required under said Section 148(f) and applicable Regulations to preserve the
exclusion of interest on the Bonds from gross income for federal income tax purposes.
7.04. Reimbursement. The Authority certifies that the proceeds of the Bonds will not be
used by the Authority to reimburse itself for any expenditure with respect to the Facilities which
the Authority paid or will have paid more than 60 days prior to the issuance of the Bonds unless,
with respect to such prior expenditures, the Authority shall have made a declaration of official
intent which complies with the provisions of Section 1.150-2 of the Regulations;provided that
this certification shall not apply(i)with respect to certain de minimis expenditures, if any,with
respect to the Facilities meeting the requirements of Section 1.150-2(f)(1) of the Regulations, or
(ii)with respect to "preliminary expenditures" for the City Hall and Public Safety Facility as
defined in Section 1.150-2(f)(2) of the Regulations, including engineering or architectural
expenses and similar preparatory expenses,which in the aggregate do not exceed 20% of the
"issue price"of the Bonds.
7.05. Interest Disallowance. The authority hereby designates the Bonds as "qualified
tax-exempt obligations" for purpose of Section 265(b) of the Code relating to the disallowance of
interest expenses for financial institutions. The Authority represents that in calendar year 2005 it
does not reasonable expect to issue tax-exempt obligations which are not private activity bonds
(not treating qualified 501(c)(3)bonds under Section 145 of the Code as private activity bonds
for purposes of this representation) in an amount in excess of$10,000,000.
Upon vote being taken thereon, the following voted in favor thereof. Commissioners
Housh, Masica, Swenson and Hovland;
and the following voted against the same:
none;
. whereupon the Resolution was declared duly passed and adopted.
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i
Tax Levy Calculation For.-
(To
or:(To be appropriated annually)
Edina Housing and Redevelopment Authority, Minnesota
$5,425,000 Public Project Revenue Bonds, Series 2005A
Dated Date: 9/13/2005
Levy Collect Pay Total Funds P & I Net Tax
Year Year Year P& I Available(1) x 105% Levy Levy
2004 / 2005 / 2006 135,481.88 135,481.88 0.00 0.00 0
2005 / 2006 / 2007 398,918.76 418,864.70 418,864.70 418,900
2006 / 2007 / 2008 397,443.76 417,315.95 417,315.95 417,400
2007 / 2008 / 2009 395,793.76 415,583.45 415,583.45 415,600
2008 / 2009 / 2010 398,968.76 418,917.20 418,917.20 419,000
2009 / 2010 / 2011 396,793.76 416,633.45 416,633.45 416,700
2010 / 2011 / 2012 399,443.76 419,415.95 419,415.95 419,500
2011 / 2012 / 2013 395,643.76 415,425.95 415,425.95 415,500
2012 / 2013 / 2014 396,643.76 416,475.95 416,475.95 416,500
2013 / 2014 / 2015 397,243.76 417,105.95 417,105.95 417,200
2006 / 2007 / 2008 397,443.76 417,315.95 417,315.95 417,400
2013 / 2014 / 2015 397,243.76 417,105.95 417,105.95 417,200
2016 / 2017 / 2018 401,643.76 421,725.95 421,725.95 421,800
2017 / 2018 / 2019 400,443.76 420,465.95 420,465.95 420,500
2018 / 2019 / 2020 403,843.76 424,035.95 424,035.95 424,100
2016 / 2017 / 2018 401,643.76 421,725.95 421,725.95 421,800
2020 / 2021 / 2022 404,043.76 424,245.95 424,245.95 424,300
2021 / 2022 / 2023 405,843.76 426,135.95 426,135.95 426,200
2022 / 2023 / 2024 406,612.50 426,943.13 426,943.13 427,000
2023 / 2024 / 2025 406,762.50 427,100.63 427,100.63 427,200
2024 / 2025 / 2026 411,293.76 431,858.45 431,858.45 431,900
Totals 8,149,194.56 135,481.88 8,414,398.31 8,414,398.31 8,415,700
(1) The following funds are available to pay the interest payment due May 1,2006:
Unused Discount: $ 54,139.15
Capitalized Interest: 81,342.73
Total Funds Available $ 135,481.88
EHLERS
& ASSOCIATES INC
BID TABULATION
$5,425,000 Public Project Revenue Bonds, Series 2005A
EDINA HOUSING AND REDEVELOPMENT AUTHORITY, MINNESOTA
SALE: August 16, 2005
AWARD: PIPER JAFFRAY & CO.
RATING: Moody's Investors Service, Inc. "Aa2" BBI:4.37%
Standard & Poor's Credit Markets"AA+"
NET TRUE
NAME OF BIDDER MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(May 1) YIELD COST RATE
PIPER JAFFRAY&CO. 2007 3.500% 2.850% $5,403,189.15 $2,746,005.45 4.0579%
Minneapolis, Minnesota 2008 3.500% 2.950%
2009 3.500% 3.100%
2010 3.500% 3.200%
2011 3.500% 3.350%
2012 4.000% 3.500%
2013 4.000% 3.600%
2014 4.000% 3.650%
2015 4.000% 3.700%
2016 4.000% 3.800%
1101 2017 4.000% 3.850%
2018 4.000% 3.900%
2019 4.000% 3.950%
2020 4.000% 4.000%
2021 4.000% 4.050%
2022 4.000% 4.100%
2023 4.125% 4.140%
2024 4.125% 4.190%
2025 4.125% 4.240%
2026 4.125% 4.290%
E H L E R S 3060 Centre Pointe Drive, Roseville, MN 55113
651.697.8500 fax 651.697.8555 www.ehlers-inc.com
& ASSOCIATES INC Offices in Roseville, MN Brookfield, WI and Lisle, IL
$5,425,000 Public Project Revenue Bonds, Series 2005A 2
Edina Housing and Redevelopment Authority, Minnesota
NET TRUE
NAME OF BIDDER MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(May 1) YIELD COST RATE
WELLS FARGO BROKERAGE SERVICES, 2007 4.000% $5,408,182.50 $2,799,662.33 4.1364%
LLC 2008 4.000%
Minneapolis, Minnesota 2009 4.000%
2010 4.000%
2011 4.000%
2012 4.000%
2013 4.000%
2014 4.000%
2015 4.000%
2016 . 4.000%
2017 4.000%
2018 4.000%
2019 4.000%
2020 4.000%
2021 4.100%
2022 4.100%
2023 4.150%
2024 4.200%
2025 4.250%
2026 4.300% is
DOUGHERTY & COMPANY LLC 2007 2.900% $5,359,900.00 $2,877,846.33 4.2564%
Minneapolis, Minnesota 2008 3.000%
BERNARDI SECURITIES, INC. 2009 3.100%
Chicago, Illinois 2010 3.250%
MILLER JOHNSON STEICHEN KINNARD 2011 3.400%
INVESTMENT SECURITIES, INC. 2012 3.500%
Minneapolis, Minnesota 2013 3.600%
2014 3.700%
2015 3.800%
2016 3.900%
2017 4.000%
2018 4.100%
2019 4.150%
2020 4.250%
2021 4.250%
2022 4.350%
2023 4.350%
2024 4.400%
2025 4.400%
2026 4.400%
$5,425,000 Public Project Revenue Bonds, Series 2005A Page 3
isdina Housing and Redevelopment Authority, Minnesota
NET TRUE
NAME OF BIDDER MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(May 1) YIELD COST RATE
STEPHENS INC. 2007 4.000% $5,379,196.35 $2,897,147.91 4.2916%
Little Rock, Arkansas 2008 4.000%
RBC DAIN RAUSCHER, INC. 2009 4.000%
Chicago, Illinois 2010 4.000%
CREWS & ASSOCIATES 2011 4.000%
Little Rock, Arkansas 2012 4.000%
FIRST TRUST PORTFOLIOS 2013 4.000%
Chicago, Illinois 2014 4.000%
SUNTRUST CAPITAL MARKETS, INC. 2015 4.000%
Atlanta, G 2016 4.000%
2017 4.000%
2018 4.100%
2019 4.100%
2020 4.200%
2021 4.200%
2022 4.300%
2023 4.300%
2024 4.375%
2025 4.375%
2026 4.375%
CRONIN & COMPANY, INC. 2007 4.000% $5,349,674.40 $3,050,292.12 4.5305%
Minneapolis, Minnesota 2008 4.000%
CIBC WORLD MARKETS 2009 4.000%
Chicago, Illinois 2010 4.000%
CITIGROUP GLOBAL MARKETS, INC. 2011 4.000%
Chicago, Illinois 2012 4.000%
CITIZENS BANK 2013 4.125%
Flint, Michigan 2014 4.125%
2015 4.125%
2016 4.200%
2017 -4.250%
2018 4.300%
2019 4.350%
2020 4.400%
2021 4.400%
2022 4.400%
2023 4.400%
2024 4.625%
2025 4.625%
2026 4.625%